WINCHESTER ENERGY LTD — Share Issue/Capital Change 2021

Aug 25, 2021

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

WINCHESTER ENERGY LTD

Date of this announcement

Thursday August 26, 2021

The +securities the subject of this notification are: Other

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
New class - code	Lead Manager options	37,500,000	26/08/2021
to be confirmed

Refer to next page for full details of the announcement

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 1 - Entity and announcement details

1.1 Name of entity

WINCHESTER ENERGY LTD

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ABN

Registration number

21168586445

1.3 ASX issuer code

WEL

1.4 The announcement is

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New announcement

1.5 Date of this announcement

26/8/2021

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Part 2 - Issue details

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2.1 The +securities the subject of this notification are:

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Other

Please specify

Lead Manager options forming part of fees to arrange placement

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

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does not have an existing ASX security code ("new class")

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Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

New +securities
ASX +security code New class - code to be confirmed	+Security description Lead Manager options
+Security type	ISIN code
Options
Date the +securities the subject of this notification were issued
26/8/2021
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? No

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://www2.asx.com.au/markets/trade-our-cash-market/historical-announcements - App3B and notice of meeting.

Options Details
+Security currency	Exercise price	Expiry date
AUD - Australian Dollar	AUD 0.01600000	28/7/2025
Details of the existing class of +security that will be issued upon exercise or conversion of this new class of
company option
Other
Description

WEL - ordinary fully paid share

Any other information the entity wishes to provide about the +securities the subject of this notification

37,500,000 options each with a call option premium of $0.0001 per option and a term of 47 months from the date of grant, not capable of exercise until the VWAP of the Company's shares has exceeded 3.2 cents per share for 20 consecutive trading days, but if hurdle achieved, each option will have an exercise price of A$0.016.

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to

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the market in an Appendix 3B

Appendix 3b dated 26 May 2021

Issue details

Number of +securities

37,500,000

Were the +securities issued for a cash consideration?

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No

Please describe the consideration being provided for the +securities Forming part of fees to arrange placement.

Purpose of the issue

To pay for services rendered

Additional Details

Forming part of fees to arrange placement.

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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

	Total number of
ASX +security code and description	+securities on issue
WEL : ORDINARY FULLY PAID	863,806,109

4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)

	Total number of
ASX +security code and description	+securities on issue
WELAN : OPTION EXPIRING 31-DEC-2025 EX $0.054	2,500,000
WELAL : OPTION EXPIRING 11-JUN-2022 EX 5C	1,500,000
WELAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES	33,900,000
WELAB : OPTION EXPIRING 15-DEC-2022 EX 10C	10,000,000
WELAM : OPTION EXPIRING 16-FEB-2023 EX $0.10	2,250,000
New class - code to be confirmed : Lead Manager options	37,500,000

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Yes

5.2a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

19/8/2021

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